Spanish Broadcasting System, Inc. announced that it has amended the terms and conditions of the transaction with the International Church of the Foursquare Gospel (ICFG) for the acquisition of KXOL-FM in Los Angeles, California in order to provide a mutually beneficial transition until closing.
Among the new terms and conditions, the termination date has been extended from December 31, 2002 to December 31, 2003. In addition, the Time Brokerage Agreement (TBA) extension payment has been reduced from a payment of $35 million due on March 13, 2002 to payments of $15 million due on March 12, 2002, $5 million due on September 30, 2002, and $15 million due on March 12, 2003, respectively. All TBA payments will be credited towards the purchase price of KXOL-FM at time of closing.
Within the new agreement, the original consideration of $1.2 million per month starting August 1, 2002 for extension of the closing date is replaced by a one-time granting of three-year warrants for 2 million shares of SBSA stock at a strike price of $10.50 per share.
The amendment also changes the warrants related to the 93.5 TBA with the ICFG. The original agreement provided five-year warrants for the termination of the 93.5 TBA of 234,375 shares per month if terminated prior to March 13, 2002, and thereafter, 197,917 shares per month with a strike price of $6.00 per share. The new terms provide three-year warrants for the termination of the 93.5 TBA of 100,000 shares per month if terminated after September 1, 2002 with a strike price equal to the closing price on the last New York NASDAQ trading day of each month, respectively.